Continuing from the previous post on this topic: 4. The Convergence vs. Divergence DebateThe dominance of managers over shareholders in the US, the role of institutions in the UK, that of banks and labour unions in Germany, the existence of complex cross holding structures in East Asia (such as chaebol in Korea and the keiretsu in Japan), state-owned enterprises in China and finally family-owned...
Comparative Corporate Governance (Part I)
There have been some recent developments (particularly studies) in the area of comparative corporate governance that are noteworthy. Some of them concern India directly, while others are international but could provide valuable lessons for India. 1. Comparative Studies of Corporate Governance Across Countries The Race to the Bottom blog (which is a US law professional – faculty – student...
Will We Witness an Indian Sovereign Wealth Fund?
Sovereign Wealth Funds (SWFs) have become the flavour of the day. The business press regularly reports investments (usually running into several billions of dollars) by the sovereign wealth fund of one or the other country into companies of located in yet another country. Several US financial companies embattled by the subprime crisis have been the largest recipients of investments by SWFs. For a...
Indian Acquisitions in the US: A Quick Checklist of Issues
The Harvard Law School Corporate Governance Blog carries a recent post that contains a handy checklist of critical current issues that should be considered in advance of any acquisition of US businesses by non-US entities. The checklist has been prepared and posted by Wachtell, Lipton, Rosen & Katz, the top US law firm in the M&A space. The checklist would also be helpful to Indian...
M&A: Tackling Ambiguity in Deal Documentation
M&A lawyers are accustomed to drafting and negotiating contracts that contain complex terms and conditions relating to the performance of obligations by parties and remedies for their breach. It is not out of place for acquisition agreements to contain clause A that operates “notwithstanding any other provision contained in this Agreement”, and for clause B to operate “subject to the terms...
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